Naruto: The X-Men
by colossalblackening
Summary: In a world where Humans and Mutants fear each other, Naruto, having no memory of his past, meets a mutant named Ino and are found by Hiruzen Sarutobi. They are brought to his school for mutants and join his elite team called the X-men to take on Orochimaru, who believes a war will come and mutants will be the victors. Story has been revised.
1. Cast List

_**Naruto: The X-men**_

The story was inspired by Naruto the Amazing Spiderman. Basically, this will be the Naruto characters portraying the X-men characters. The fanfic will follow the movies, although I might put in a few scenes from the two series of X-men Evolution and Wolverine and the X-men. Obviously, Naruto will play Wolverine. I've also placed Sasuke as Cyclopes and Sakura as Jean Grey. The Third Hokage will be Professor X and Orochimaru will be Magneto. As for the other x-men, I'm still working but so far I have:

Kiba: Iceman

Rock Lee: Nightcrawler

TenTen: Shadow cat

Ino: Rogue

I'm still deciding on having Kurenai or Tsunade play Storm and Jiraya or Asuma play Beast.

As for the Brotherhood, I've listed:

Jirobo: Blob

Sakon: Toad

Kidomaru: Avalanche

Tayuya: Domino

I've decided on who would be Quicksilver and Scarlet Witch but they won't make an appearance yet. And I'm still deciding on who should be Mystique and as for Sabretooth, I'm considering making him an oc.

As for why Sasuke as Cyclopes and Sakura as Jean? Will you know how he and Wolverine don't seem to get along. And how in the movie, Jean was Logan's love interest. Just so you know, I support NaruHina. I not a fan of NaruSaku. As for Hinata, sorry but she won't be in the story. However, in a future fanfic of Naruto: The X-men, I already have a spot for her and the entire Hyuga family. You might already know what it is. If not I'll give you a hint later. Since I can't decide on Storm, Beast, and Mystique. I'll let you decide. Leave comments and any ideas you'd like to share For the characters. And you could also tell me if there's a problem with the other cast members.


	2. We Are Mutants

_**Chapter 1: We Are Mutants**_

_**A/N: This is my first attempt at a Naruto Crossover. For some time I've been looking for an X-Men Naruto style fanfic but couldn't find one. So I decided to make my own. The story will follow the movie. Although I might put in a few scenes from two X-men series I know. Hope you like it.**_

_Location: Unknown_

In a ruined wasteland, a boy that appeared to be seventeen years is seen lying unconscious in the rubble. He had spiky blond hair and a notable feature is that he had whisker marks on his cheeks. He woke up looked around the area with a face that read 'Where the hell am I?' he then noticed a tag on his neck that said "Naruto" he flipped to the other side and it said "Wolverine". "What is going on?" The man now Naruto had to say as if he didn't know where or who he was.

_Location: Warehouse, 17 miles from Kyoto, Japan _

Inside the warehouse, a group of teenagers are seen to be throwing a party. Just outside the balcony is a girl that looks to be about seventeen years old. She has long, blonde hair, which is tied in a high-ponytail with a bang covering the right side of her face. She looks off into the distance with a bored expression. Soon a boy her age walks up to her.

She turns around. "Can I help you?"

"My name's Hibachi. Would you like to dance?"

She looks at him wondering what to say. She then says, "Sure why not. My name's Ino."

After dancing to a few songs, Ino and Hibachi are seen by the dance corner talking. Ino was telling him about her dream.

"I hope to one day leave Japan and start exploring the world. I hear most countries are exciting."

"When do you plan to do that?"

"I don't know. My parents say I'm too young to travel. They want me to finish High School and College." She then looks up at him. "You know, you're really nice. Most guys I've met are a bunch of freaks and perverts."

"Well maybe you've just been with the wrong people." He said. Soon they both looked at each other in the eyes. And before you knew it, they both pulled into a passionate kiss. To most people, it would have been described as a magical thing. But in this case it wasn't. After a few seconds, Hibachi's face started turning a bit pale, with veins being visible. Ino looked in horror as he collapsed to the ground. A few people saw this and quickly rushed over, noticing that he was unconscious. Before they could question Ino, she had already run off. She continued running, knowing that the cause of Hibachi's collapse was due to him touching her. When she was far away, she stopped to catch her breath and had only one thing in her mind, "What am I?"

_Location: Downtown Konoha_

A news media and a group of citizens gather as a woman with long pink hair was seen giving a speech to them. "Attention everyone, we are witnessing the beginning of another stage of human evolution. These mutations manifest at puberty, and are often triggered by periods of heightened emotional stress.

Soon a man with short brown hair stood up. "Thank you for that educational lecture, Dr. Sakura Haruno. However what you fail to address is the main issue which is the focus of this hearing. Are mutants dangerous?

"That's an unfair question to ask Senator Yamato."

"Oh is it? Because what I have here a list of names of identified mutants living right here in our beloved city." Senator Yamato flips through the papers. "Here a girl that can control machinery, a boy that can create earthquakes, and a man made of lightning. What's not to stop these juveniles from causing chaos or disasters the could destroy us all."

The people in the area started whispering. They were buying into Yamato's belief and were getting pretty scared of what these mutants can do. "Senator, please..." Sakura asked in annoyance, clearly not liking what he was saying, but was interrupted again.

"...and there are even rumors, Miss Haruno, of mutants so powerful that they can enter our minds and control our thoughts. Now I think the people deserve the right to decide if they want their children to be in school with mutants. To be taught by mutants. Ladies and gentlemen, the truth is that mutants are real and that they are among us. We must know who they are, and above all, what they can do."

Everyone then began applauding Yamato. It seems that most of them were agreeing for mutants to reveal themselves. Sakura sighed and turned to face an old man in a wheelchair. The old man then noticed a man in a trench coat and hat walking out of the park. In an alleyway, the mysterious man was walking by until the old man stopped him.

"Orochimaru" The man, now known as Orochimaru stopped. "Why are you here?"

"Why do you always ask questions you know the answer to?" He asked.

The old man sighed. "Don't give up on them. It's not too late."

"I've heard these arguments before, Hiruzen Sarutobi. Or perhaps you prefer Professor."

"That was a long time ago. Now mankind has evolved." The man now called Hiruzen said.

"Yes, they have evolved into us." He then turned round to face his old master. His face could finally be seen as his skin was extremely pale and he had waist-length black hair. His face had pronounced cheekbones, golden eyes with slits in his pupils and purple markings around his eyes. He chuckled as he pointed to his head. "Are you sneaking around in here, Professor? What are you looking for, I wonder?"

"I'm looking for hope." Sarutobi stated.

"Don't worry my old teacher. I will bring you hope and I ask only one thing in return…don't get in my way." Orochimaru walks away. "We are the future, Sarutobi, not them. And very soon, they will no longer matter." He says as he is now out of sight.

_Location: Truck stop in North Alberta, Canada._

A truck pulls over just outside of a truck stop. The driver opens the other and his passenger is revealed to be Ino.

"This is as far as I can take you." He says

"Well, thank you." She said as the man went in. Ino decides to follow.

Why was Ino in a place like this? Well the day after the party, the boy she kissed was brought to a hospital. To her relief, he was alive but comatose. She then went to tell her parents of what happened but they didn't believe her. Soon a police officer came by after a report said that Hibachi was with her that night. He grabbed Ino to bring her in for questioning. But before he could drag her, the same thing happened when Hibachi touched her. The officer collapsed and now her parents believed her. Afraid of people getting hurt or evening dying just by touching her, Ino decided to run away from home and has been on the run for almost three weeks.

Inside, Ino sees a crowd of people gathering around a cage fight. She witnessed a few bar employees drag a man away.

"IN ALL MY YEARS I HAVE NEVER SEEN A WINNING STRAKE LIKE THIS." He then points to the audience. "ARE YOU GOING TO LET HIM LEAVE WITH YOUR MONEY." The crowd then roars no.

"I'll fight him." a man says getting into the ring. Some were snickering a bit since he was no older then seventeen. Inside the cage was the same boy from the beginning. Ino blushes at the sight of him since he wasn't wearing a shirt and muscular frame was wide open. The announcer steps in. "What's your name kid?"

"The Wolverine" He says.

"And you're calling the champ out." The blonde just smirks. "Make it a clean fight."

"Yeah, yeah." The Wolverine says as the bell rings. The champion rushes to him and punches him all the way into the cage. He continues punching him until he's down on his knees, where he kicks him in the gut. The audience cheers at the sight, except for Ino since he was around her age and was worried about what he was getting into. The Wolverine holds his abdomen as he gets up and before the fighter could hit him, the blonde blocks it with his own punch. On contact the other guy holds his hand in pain, as if he hit steel. The blonde teen then throws a series of his own punches until he finishes with an uppercut.

The champion the falls back in defeat and the audience, even Ino, were speechless at first but then they all cheered for his victory.

"Will I have never seen anything like this? May I present your new champion, THE WOLVERINE." The crowd chants Wolverine and even Ino was impressed by the boy's ability. However, unlike the people, she was the only one to have noticed that the man felt deep pain just by hitting his knuckles. She wondered if maybe this boy wasn't human, but like her.

_To Be Continued…_

_**A/N: Will there you go. I hoped you liked it. To answer a reviewer, I have to say I like you're idea on Sabretooth, but the thing is that once I've decided a character I prefer to stick with it. That and I forgot to say in the previous chapter I won't have any Hyugas in the X-Men because I already have plans for them in the future. Though, if you have any ideas for Mystique I'd like to hear it and I've already picked someone for Sabretooth, and it is not an OC. **_


	3. Are Paths Meet

_**Chapter 2: Are Paths Meet**_

_**A/N: The second chapter is up and I've already decided on a character for Storm. It's (Drum Roll)…Tsunade. Here's why: it's said that Storm is the second field leader and longtime leader of the X-Men. And in the Last Stand, she takes command after Xavier's death. Much like how Tsunade takes the position of her former master.**_

_Location: Outside the truck stop_

After winning a lot of money in the cage fight, the blonde boy prepares to drive off in his RV. However, he is stopped when the guy from the fight comes from behind his RV with two of his friends.

"You owe me money." He said.

"Come on, forget about it." His friend tried to get him to leave.

"No one takes a beating like that and leaves without even a mark to show." He said getting in the blondes face, although, the teen is staring at him with emotionless eyes.

"Come on, don't agitate him."

But he leans over to his ear. "I know what you are, freak." He whispers

The blonde turns to him, more annoyed then scared. "You lost your money. Get lost before I make you lose something else." As the man turns back, he quickly pulled out a pocket knife. But before he could stab him, the blonde kicked him to the side of a truck and from his knuckles, out came three razor sharp claws. The man and his friend seemed terrified at that point. However the third friend, that had been silent, pointed a shotgun at him. In retaliation, the teen released his second set of claws from his other arm and sliced through the gun like it was paper.

The boy then looks in the man with his eyes showing hate. "Get out" He snarls as all three run for their lives. With them gone, he throws his bag in the trunk attached to his mobile home.

"Ow" a voice came out from under the tarp. The blonde unfolds the tarp to find Ino stowing away in his trailer.

"Hey! What the hell are you doing?" He asks.

Ino, scared at first, regains her composer and explains herself. "I'm sorry. I just needed a ride; and after seeing you in the fight, I thought you could help me. I...don't have any money but if you could give me a lift to the next town I'll..." The blonde man cuts her off. "No."

"But we're in the middle of nowhere. What am I supposed to do?" Ino says as the man pulls her out.

"I don't know." He says getting into the driver seat.

"You don't know, or you don't care?" Ino asks clearly not liking his attitude.

"A little of both, mostly the second choice." He then drives off. However after a few seconds, the blonde teen grows a conscious and pulls over. Ino says his hand pointing at her, signaling her to get in.

_Location: On a mountain road, leading to the border line._

A few hours after getting in the car with the boy, the two hear a loud growl. Ino blushes knowing it's her stomach.

"Do you have anything to eat?" She asks.

In response, the blonde boy reaches into the glove compartment and hands her some instant ramen. It's still warm so she takes it and starts eating the delicious soup.

"Got a name, kid?" He asks.

"Call me…Rogue." Ino says, hiding her real name. "And don't call me kid. We're the same age."

"Let's say I'm old enough to be your Grandfather." He answers, leaving Ino confused. She then looks across the seat to look at him and spots his dog tag.

"Were you in the army?" He sees the tag and hides it.

"how can you even join the army? Aren't you..."

"Drop it." He interrupted, nearly yelling.

She gets the hint and stops talking and looks around. She spots the trailer in the back. From her point of view, it looks like a pig style.

"Oh wow."

He looks at her raising an eyebrow. "What?"

"Now that I look at it, suddenly my life doesn't look that bad."

"Well, if you don't like it, there's always the road..."

"No, it looks great. It looks cozy." She response quickly, not meaning to insult his life style. After all, he had a home, she didn't. After a few minutes of silence, the boy notices her rubbing her cold hand together. So he reaches over and turns on the heater.

"C'mon, put your hands on the heater." He says as he reaches for her hand but she pulls back.

"I won't hurt you kid." Ino shakes her head. "It's not that. It's just that, when people touch my skin, something happens, something bad." She says putting her gloves back on.

"Like what?" He asks

"I don't know. They just get hurt."

"Fair enough." She then stares at his hands. "I saw what happened back there. What you did. When they come out, do they hurt?"

"A lot, so what kind of name is Rogue?"

"Well what kind of name is Wolverine?"

"It's Naruto." Wolverine, also called Naruto says.

Ino then begins to chuckle. "Where I'm from, that means Steamed fish."

Naruto looks at her annoyed. "I didn't pick it."

"I'm sorry, I'm sorry. Well if it's any better, my name means pig."

Naruto then smirks. "So what is it, Porky?"

"No." She yells and blushes in embarrassment. She then settles down. "It's Ino."

As they continued driving, Naruto's eyes widen and then he makes a U turn. Ino wakes and asks what he is doing. She is then answered when the RV dodges a tree that almost crashed on top of them. But he wasn't quick enough to stop in front of an already fallen tree log and crash into it. Naruto is then thrown out of his seat and crashes past the windshield and lands in a pile of snow.

Ino bumps her head a bit and wakes up to see where he landed. She also smells something and notices that the crash caused the back of the vehicle to catch on fire. As for Naruto, he started getting up, as if nothing had happened. Ino noticed that to and knew an accident like would either kill a person or break a most of their bones. As he walked up to her, she saw a large cut on his forehead. But to her surprise, it began to heal rapidly. Naruto walks up to her.

"Are you alright?" But she doesn't respond

"I said are you alright?"

"I'm stuck." She says as the seat-belt won't budge. Before Naruto could help her, he hears the sound of a branch breaking. In response, Ino watches as Naruto pulls out his metallic claws between his knuckles. And suddenly, out of nowhere, a mysterious figure jumps out and tackles Naruto to the ground. He picks himself up and he and Ino witness something shocking.

"Long time, no see…bro." The man looked just like Naruto. Except his hair is black be and is more longer and shaggy-looking style. He also has darker and more feral-looking whisker marks, and dark circles under his eyes. He also wears a long black trench coat and an orange jumpsuit, and black sandals. (Same coat Victor Creed wore in X-Men Origins: Wolverine. Although the orange suit is my design)

Naruto, completely surprised at his appearance, asks. "Who the hell are you?"

The look-alike sighs. "Guess he was right. You really don't remember anything, do you?"

Naruto's eyes widen. "My past! You know something?"

"Yeah, but you'll have to beat it out of me." He says as his nails grow bigger and grabs a giant log. He then dashes towards Naruto and then quickly swings the log at him and he crashes in front of the RV.

"Naruto" she yells, worried after seeing that his claws retreated, showing he was knocked out. Ino then sees the look-alike walking towards them.

"Who are you?" she asks.

"I have a lot of names. Though if he comes to, tell him if Menma rings a bell. Not that you'll get a chance." Before the man, called Menma, could take another step, they notice the snow has gather around and turn to see whose controlling it. Two figures appear.

One was a young man around Ino's age; he has black chin-length hair that is spiky in the back with bangs. His eyes however are covered by a gray visor. He's wearing a gray trench coat, a black full body suit, boats, and a gold belt with an x symbol. (The suit Cyclops wears in Wolverine and the X-men, minus the hood.)

The other one was a woman with a purple diamond mark on her forehead. She also had waist-length blonde hair tied into two loose ponytails and a very big bust that looks to be about 106 centimeters big. Her suit is identical to her partner, however, instead of a coat, she has a black cape attached. (Storm's suit in X-Men: The Last Stand)

The woman focuses the snow at him and the boy activates his visor and a laser is shot out through it. However, Menma dodges it and runs off. As for Ino, the fire is getting bigger and she still can't get out. Soon the boy runs over to her side.

"Don't worry. I'll get you out." He says as he zaps the seat-belt, setting her free. He grabs on to her and sees that his partner has Naruto in tow and they escape before the RV explodes.

_**Next time: Naruto and Ino are taken to an academy outside Tokyo, Japan. There they meet a lot of interesting people and learn more about Menma and his employer.**_

_**A/N: Didn't want to spoil this in the beginning, I chose Menma for Sabretooth. If you don't know who he is, Watch Naruto Shippuden: Road to Ninja. Reasons why: He's a lot identical to Naruto and what better rival for Naruto than himself.**_


	4. Updated Cast List

_**Naruto: The X-men: New**_**_ cast list_**

_**Not much has changed, just a few characters.**_

The story was inspired by Naruto the Amazing Spider man. Basically, this will be the Naruto characters portraying the X-men characters. The fanfic will follow the movies, although I might put in a few scenes from the two series of X-men Evolution and Wolverine and the X-men. Obviously, Naruto will play Wolverine. I've also placed Sasuke as Cyclopes and Sakura as Jean Grey. The Third Hokage will be Professor X and Orochimaru will be Magneto. As for the other x-men, I have:

The X-Men

Kiba: Iceman

Rock Lee: Nightcrawler

TenTen: Shadow cat

Ino: Rogue

Tsunade: Storm

As for the Brotherhood, I've listed:

Menma: Sabretooth

Guren (From the Ten tails arc): Mystique

Jirobo: Blob

Sakon: Toad

Kidomaru: Avalanche

Tayuya: Domino

As for why Sasuke as Cyclopes and Sakura as Jean Grey? Will you know how he and Wolverine don't seem to get along. And how in the movie, Jean was Logan's love interest. Just so you know, I support NaruHina. I not a fan of NaruSaku. As for Hinata, sorry but she won't be in the story. However, in a future fanfic of Naruto: The X-men, I already have a spot for her and the entire Hyuga family. You might already know what it is. If not I'll give you a hint below.

Now here's the future cast list:

Kabuto: Quicksilver

Anko: Scarlet Witch

Zaku: Pyro

Jugo: The Juggernaut

Kimimaro: Spike

Asuma: The Beast

Jiraya: Gambit

Choji: Colossus

Shikamaru: Angel

**_A/N: Here's the hint for what Hinata and the entire Hyuga family will be. It's the only X-men movie that had Wolverine in it. Not much of a hint, you might already know what it is._**


	5. Welcome to Mutant High

_**Chapter 3: Welcome to Mutant High**_

_**A/N: Here's the new chapter. This is where the characters meet.**_

_Location: Unknown_

Inside a medical room, lies the unconscious body of Naruto. Next to him are surgical tools and the mutant Sakura Haruno. Out of nowhere, an injection needle is lifted from the air and is flown over to her, as if she did it. As the medical needle barely made contact with him, Naruto came to and with quick reflexes, grabbed hold of Sakura's neck. As he pinned her to a wall, he noticed that she wasn't dangerous so dropped her and as she gasped for air, Naruto ran out. Outside, he turned to see two circle doors in front and behind him, and a few closet doors.

"_Where are you going?" _Naruto gasped as he heard the voice.

"_Behind you." _He looked around to see no one was there. And soon a secret door opened up, revealing an elevator. Naruto got on and went up. On the ground floor, he saw that he was inside a mansion. He walked through slowly to not be detected by the inhabitants. However soon he heard footsteps and hid behind a column. To Naruto's surprise, it was a group of teens with notebooks, pencils, and backpack. It was almost like a school. Naruto then noticed a door next to him; he ran inside and closed it. However, when he turned around, he saw Sarutobi.

"Ah so you are Naruto. I'm Hiruzen Sarutobi. Care for some breakfast?"

"Where am I?" Naruto said noticing his manner. As if he was expecting him.

"You're in the city of Konoha. We noticed you needed medical attention, so I had my people bring you here." Sarutobi explained.

"Look, I don't need medical attention. And I was with someone."

"You mean Ms. Yamanaka. She is with the ones that brought you here as we speak. Ah, here they are now." He said as Naruto turned to see Ino with the two that saved them. "Naruto, I'd like you to meet Tsunade, but she's also called Storm. This is Sasuke Uchiha, also called Cyclops. They were the ones that saved your life."

And soon Sakura came in. "And I believe you already met Dr. Sakura Haruno."

Ino finally spoke, "Excuse me sir but where are we?"

"You two are in my School for the Gifted for Mutants. You'll be safe here from Magneto." Sarutobi explained.

"What's a Magneto?" Naruto said with a confused voice.

"His real name is Orochimaru and he's a very powerful mutant. He believes that a war is brewing between mutants and the rest of humanity. For some time I've been following his activities. The man who attacked you is an associate of his called Sabertooth.

"Sabertooth?" Naruto says as he turns to the others. He looks at Tsunade. "Storm." And then looks back at Sarutobi. "And what do they call you, Wheels?" He said laughing, though no one seemed to be following. "This is the stupidest thing I've ever heard. Students." Naruto was about to walk out but Sasuke got in his way.

He looks at him. "And you're Cyclops, right?" He then grabs him by the shirt. "How's about you get outta my way?" he said in Annoyance.

"_Naruto, it's been has been about fifteen years, hasn't it?"_ Naruto turns and notices that it's Sarutobi's voice, speaking in his mind._ "Living from day to day, having to move from place to place, with no memory of whom or what you are."_

"Shut up!" He shouts.

"Give me a chance, Naruto. I might be able to find some answers for you." He offers.

"How do you know?" He asks.

"You're not the only one with special gifts." Sarutobi says telepathically. Not knowing what to do, he agrees.

_Location: Outside the Academy_

Outside, we can see Sarutobi is giving Naruto and Ino a tour of his academy. The two looked amazed to see how many mutants there are right here. They saw some that could multiply themselves, run on water, had super strength, and could perform elemental based abilities. "Anonymity is a mutants first step against the worlds hostility. To the world, however, we're more of an academy for the gifted youth." They looked at the court yard. There, they saw Sakura levitating multiple plates and Sasuke destroying them with energy beams from his eyes. "Tsunade was one of my original students. Later on came Sakura and Sasuke. I took them in and trained them on how to use and control their powers properly." Soon they were inside a classroom with Tsunade teaching them. "Most of my here are runaways, outcast, nowhere to go in the world. They believe that with their powers they are a danger to themselves and those around them." Ino looked at them and took note on what Sarutobi said. Some of these people were just like her. "Just like you Ino. Cursed with not being able to touch anyone. Most likely for the rest of your life." Ino looked at him, and then remembered that he can read minds. "But here you and everyone else are accepted, welcomed, and can stay on the right path and one day, go on to teach the next generation." Soon they found themselves in the lower level. "The ground floor is only the first step. Right here it is different." They walked in and saw a black aircraft. The two looked around in awe. "When I was a boy, I discovered I had the power to control minds. When I almost thirty, I met three children and we were the original team I called, X-men. Tsunade was one of them." "Who were the others?" Ino asked. Sarutobi sighed. "The other child was Orochimaru." He said causing their eyes to go wide. "Over the years, he came to believe that mankind will never accept us. He grew angry and eventually left us and became Magneto." Sarutobi then faced the two. "There are many mutants with powerful abilities. Some of which, don't respect my views and will oppose mankind. If we don't do something a war will brew. Ino I offer you a home and a place where you won't be judged by your powers. And for Naruto, Giving a week to find out what Magneto wants with you and I promise you that I will do everything in my power to bring back the memories that you've lost."

_Location: Unknown_

A few miles past Konoha, we see an island. Only inside we find a laboratory. The only person there is a girl working on a rifle. She has long, untamed, dark blue hair. She also wore a black hat with bandaged sides. A known feature is that her whole skin is light blue with dark blue spot around her left eye. And she is wherein dark blue spandex, with a gun belt. Soon Menma is seen walking in and she notices.

"Hey spiky, you were supposed to bring someone back with you."

"Better watch your attitude bitch." He growls as he walks off.

"The names Tayuya." She says as she continues working.

Menam walks up to a desk, where Orochimaru is working on a design. "What happened?" He says.

"They knew."

"Sarutobi just couldn't stay out of the way." Orochimaru examines the army dog tags that Menma is wearing. "Where's the mutant now?"

"With them. Should us to go after."

"No, for now I made the first move. That's all they know. Come, the meeting at the five council summit is drawing near. It's time for our little test."

"It's not gonna work." They turn to see Tayuya. "Those X-men geeks outnumbers us 99 to 1 percent and don't forget that there's also you're old teacher and spiky's brother."

Menma then gets in her face with an angry and annoyed look. "So what? I can take on all those fools myself."

"And while you're at it, get out of my face before I fill yours with lead."

"Wanna bet." He said as his nails grew and Tayuya took out her guns. Before they could go at it, Tayuya's metal holster and Menma's dog tag began wrapping around them.

"Domino, Sabretooth, enough. I have to admit, the two of you alone won't retrieve the mutant in time. If we won't to catch our prey we need our own small elite team." He then lets them go. "Sabretooth send word to my field agent and tell her to start recruiting promising mutants to join us. And Domino, continue working on the machine. The meetings in three weeks and we need to be ready by then." Orochimaru instructed as the two did what they were told, though Menma did it with reluctance as he looked at the dog tag.

(Flashback)

On top of a collapsing tower, we see Naruto and Menma standing on top. The two face each other on last time.

"This changes nothing between us Menma. We're done." He says.

"Come on Fishcake, we're brothers, we can never be done. Brothers look out for each other." He said as he jumps of the tower and lands safetly.

(Flashback ends)

Menma then hides the tag and walks off.

_To Be Continued…_

_**A/N: Will there you go. I'm still doing the movie but the next few chapters will be about recruiting. It will also do some character build up between the characters. Next time a the others learn more about Naruto and a new mutant arrives at the academy and whoa those are some huge eyebrows. Chapter will be uploaded either later on this week or next. Please review.**_


	6. Rock Lee: The Sublime Blue Beast of Prey

**_Chapter 4: Rock Lee: The Sublime Blue Beast of Prey_**

**_A/N: Here's chapter four. If you looked at the cast list, you know who Rock Lee is._**

_Location: Conference room underneath the mansion_

After getting a tour of the academy, Naruto had agreed to stay with Sarutobi until he could help him find his memories. Having nowhere to go, Ino chose to stay to. The school made her felt like she could fit in. as the two got settled, Sakura called for Sarutobi, Tsunade, and Sasuke. It turns out she had examined Naruto a few minutes before he woke up. Right now, she was showing them pictures of his bone structure. The three couldn't believe it, his whole bones where covered in metal.

"The metal covering his bones is an alloy called adamantium, supposedly indestructible. From what I could tell it's been surgically grafted to his entire skeleton." Sakura said showing the scan.

"How could he survive something like that?" Tsunade questioned.

"He survived through his mutation. He has uncharted regenerative capabilities, enabling him to heal rapidly. It also makes his age impossible to determine. He might even be older than you, Professor." She said looking at him. "What I know is that his mutation began at twelve, at the time of puberty. He must have stopped aging when he turned seventeen."

"Who did this to him?" Sasuke said.

"He doesn't know. He can't remember anything about his life before it happened." Sakura said with a tone sorrow for the stranger.

"Preforming experiments on mutants." Sarutobi said and sighed. "It's not the first that's happened, but this is something I've never seen."

"What would Magneto want with him?" Sasuke asked.

"By what I'm seeing, I'm not even sure if it's him Magneto wants." Sarutobi said. Then he looked up to Sakura. "But for now you two try to make the new arrivals are comfortable. Tsunade and I must go."

"Where?" Sakura asked as well as Sasuke.

"Don't you remember? A new mutant is coming from China to live with us." Tsunade reminded them.

"Oh right the mutant. I think his name is Rock Lee." Sasuke remembered. "We'll take care of it Professor." He said as the two left.

_Location: Backstreets of Konoha_

In the middle of the streets, a group of gangsters are chasing a teen with dark grey hair with long bangs that covers his right eye. He also has a green shade of lipstick, and has dark markings around his eyes, giving them an androgynous appearance. On his hands were multiple wallets. It appears he had stolen it from them.

"Come back here freak. Time to show you what happens when you steal from us."

"He can't help if my hands are sticky." The teen said as he ran into an ally. With a dead end, the gray haired teen turned to see the five guys ganging up on him

He chuckles nervously. "How's about you take the money and let bygones be bygones."

"How's about we take the money and show you the meaning of buy and gone." He said but before they could attack, out of nowhere and blue flash came and soon, all five men were lying down. He turned around to see a blue woman standing in front of him. It wasn't Tayuya, instead she had dark eyes and light blue hair which she keeps in a spiky ponytail with long strands of hair framing her face. Her entire skin is blue and she's were a white sleeveless tank top that exposes her midriff, white gloves that reach her upper arm, and white pants. (Mystique's outfit in Wolverine and the X-Men)

"Who are you?" He asks.

"That's doesn't matter right now, unless you want to be here when they wake up, come with Me." She said and not knowing what to do, the gray haired teen agreed and quickly the two left.

_Location: The Mansion_

When they were shown to their rooms, they were surprised to see how big their dorms were. Sakura showed Naruto his room.

"You'll be comfortable here." She said.

"And your room where?" Naruto asked.

"Right down the hall, next to Sasuke's." Sakura informed.

"So your gift is putting up with that guy?" He joked.

"Actually, I'm telekinetic. I can move things with my mind."

"Like the Professor?"

"I'm nowhere near that powerful. But he's been teaching me to develop it." She said as she walked out the room. Naruto quickly followed.

"I'm sure he is. But maybe you can help me because I have a memory problem."

"We both know the Professor will help you." Naruto then ran in front of her.

"Why have a grumpy old man, when I can have you." To Sakura he sounded as if he was hitting on her. She smirked and said. "That's just it you can't have me." Naruto was soon lifted into the air by Sakura so she can walk past him.

Far enough, she finally put him down. He just smiled. "If you change your mind, you know where I am."

"She won't." Naruto turned to see Sasuke with his arms crossed.

"You must be the jealous boyfriend. Going to tell me to stay away from your girl?" he said.

"If I had to do that, she wouldn't be my girl." He then took out his keys and threw it at him. "But if you fell like it, why don't you take my motorcycle and get out of here."

Naruto picked up the keys and put it in his pocket. Then he faced Sasuke. "Well, then I guess you've got nothing to worry about. And besides, I'm here to stay."

"Well then, I guess it must burn you up that a boy, like me, saved your life, huh? Gotta be careful next time, I might not be there." Soon Ino came running up. "Hey guys Tsunade and the professor are here." She said as the two began to follow. But Sasuke got in front and said. "Oh, and Naruto…stay away from my girl." He said and then ran along. Naruto ran having this in his mind. "I don't like him already."

Downstairs, Ino, Sasuke, and Naruto found Sakura with Sarutobi. Next to the two was a stranger in a black cloak.

"Good you're all here, I'd like you two meet someone." Sarutobi said gesturing to the stranger. "This is Rock Lee, the one I told you about. Lee these are a few of my students, Sasuke Uchiha and Sakura Haruno. And those two are Naruto and Ino Yamanaka. They're also new arrivals like you."

"Nice to meet you." Sasuke offered a handshake but Lee just stepped back in fright.

"Lee, don't be afraid. You are among friends." The professor said and feeling a bit comfortable, Lee returned the handshake.

"Hello" It frightened the group a bit when they saw his hand was all blue and had three fingers. Noticing their reaction, Lee quickly hid has hand. Wanting to ease everyone, Sarutobi began explaining.

"Naruto, Ino, Lee you remember what I told you about why I set up this school for the gifted youth. Gifts that may not always be an asset. But we are all here to learn control." He turned to Lee. "Sasuke's eyes admit a destructive optic blast beam. Sakura is telekinetic, like me. Naruto has regenerative abilities. And Ino…"

"Don't professor. I prefer to keep it hidden for now." Ino said not wanting to scare the new guy.

"Wow, you guys are amazing." Lee took of his hood his full face could be seen. Like his hand, his entire face, maybe even his body was all blue and he had a tail. He has pointy ears, like an elf, and his hair is dark blue and is cut and styled into a bowl-cut and big thick eyebrows.

"Whoa, those are some huge eyebrows." Naruto said staring at them. The others looked at him dumbfounded. Lee's whole body is blue and all he noticed was his eyebrows. Ignoring, Sakura said. "So what kind of gift brought you here Lee?"

In an instant, Lee had teleported himself in a flash and appeared on the other side of the room. "I don't know, you tell me." They were amazed at his abilities.

"Come on Lee. We'll help you get settle in." Sarutobi said.

_Location: Orochimaru's lab_

After being saved, the teen followed the stranger to a place that appears to be Orochimaru's lab. As they arrived, Tayuya came in and with a sniff became disgusted.

"Ah, what smells like sewage treatment plant?" She said holding her nose.

"Tayuya meet Sakon." She said gesturing to the silver haired teen.

She looked at him and knew the smell was from him. "Where'd she find you? In a dumpster?"

Sakon frowned. "You really have an attitude, you know." Soon a fly came buzzing in and Sakon grabbed it with his tongue like a frog and ate it. Only to make Tayuya more disgusted.

"Please tell me we're not working with him." She asked.

"That's for me to decide." They turned to see Orochimaru was there. He walked up to see Sakon.

"So this is the mutant you told me about." He said to Sakon's rescuer. She nodded in response. "It's a pleasure to meet you. My name is Orochimaru. But to mankind I am Magneto."

Sakon's eyes widen in surprise. "You're the Magneto. I've heard everything about you. May I say I'm a fan of you work."

"Nice to know you're a fan. Anyways your rescuer here is Guren, also called Mystique. And I believe you've met Tayuya. We call her Domino."

"Not to be rude but why am I here." He said and Orochimaru chuckled. "Quick to get to the point, are we. Very well, we've heard of your abilities and we believe your skills will be beneficial to our cause."

"And that is…?"

"Liberation of Mutants. A war is coming and when it does, my side, the Brotherhood of Mutants, will prevail. To do that I need the hands of a certain mutant found in the Sarutobi Academy for the Gifted."

"You mean that school for geniuses?" Sakon said not knowing the real truth.

"My boy, there is so much you need to know." Orochimaru then handed him a map of the mansion and a picture of the mutant. Sakon looked at it and knew what he meant. "So you want me to break into this school and kidnap this freak."

"Do you refuse?"

"Know of course not. You're really smart you know when it comes to sneaking in and stealing, I'm your guy."

Orochimaru smiled. "Welcome to the Brotherhood. Come, let's get you a suit and we will call you…Toad."

"Maybe you should call him Shit rag." Tayuya said.

"And maybe you should learn to flush that toilet mouth of yours." Sakon snarled, not liking her tone.

"Enough, Mystique, return to you post and continue find more mutants. Domino, continue finishing the machine and Toad, come with me." He instructed and they followed.

_Location: The Mansion_

Rock Lee was taken to his room and like Naruto and Ino; he was amazed on how big it was.

"This is my bedroom." Lee said looking around.

"Of course, that is why your mentor sent you here. Because he knew you'd be happy." Sarutobi said.

Lee then began to frown. "Happy…how does he want me to be happy when I look like this?"

"We have something for you Lee." He took out a watch. "Put this on." Lee did and he turned into a normal human. (Like his original look in the canon series.)

He gasped and looked at himself in surprise. He has no tail and has five fingers. "I do not believe it. I am normal." He said in happiness.

"You are normal Lee, but not because of that watch." Tsunade said.

"Tsunade is right Lee. It's not the disguise that makes you normal it's who you are deep inside."

"I understand professor but nonetheless, thank you." The two left and Lee was getting accustomed to his lifestyle. Soon Ino popped in and Lee turned around, startled at her sudden appearance.

"Who are you?" He asked.

"I'm sorry; I didn't mean to spy on you. It's just that I kind of get what you're going through." She said with a hint of sorrow. "Being afraid of people who judge us for what we are."

"I know; at least you can still be seen in public. As for me, I've had to hide my appearance for many years. Everyone that saw me was afraid of me. They called me a monster." He said with his head filled with horrible memories.

Ino looked at him and took of his watch. Lee turned to normal and was shocked to see Ino looking at him in his full form.

He predicted that she'd be afraid but instead she gave him a sincere smile. "Trust me looks can be deceiving. A good friend sees you for who you are, no matter what face you wear." She then gives him back the watch. "You should stay like this. And go out there and find friends that will understand you."

Lee looked at her, touched that she didn't run away screaming like everyone else. "You are not the only one I know that has been nice to me." He put his watch back on and turned human again. Ino wonders what he meant. "A man named Guy was the first person to have treated like everyone else. He was never afraid of me and said to embrace who I really am. Maybe one day, I will face the humans like this, but for now I cannot. They would never understand me."

"Are you sure that's what's stopping you. Because I think something else is holding you back. Ask your heart Rock Lee." Ino then began walking out the door. "I wish I can take my own advice." She whispered so Lee wouldn't here.

Meanwhile outside the mansion, Sakon is seen by the gates. He was wearing the new uniform Orochimaru gave him. (Toad's suit from X-Men Evolution)

"This is gonna be a cakewalk." He says as he leaps over the gate and makes his way to the school. Inside Tsunade was watering her plants when she stopped midway. She felt an ominous presence and not ignoring it, she decided to go check it out.

Back outside, Sakon was jumping around to the entrance. However, he felt the wind getting sharper and looked up to see a figure fly by. When that happened, the clouds started forming into rain clouds and water began pouring on him.

Sakon looked in the sky in confusions. "Weird, didn't say anything about rain."

Soon a bolt of lightning landed beside him. Scared he ran off. The one who was following him and controlling the rain was Tsunade. She pursued him and kept trying to strike him was lightning.

Inside the school, Lee had changed in his original form and already gotten changed into the X-Men uniform Sarutobi and Tsunade left for him. (Nightcrawler's suit from Wolverine and the X-Men) Suddenly, the doors burst open and Sakon came crashing into him. The two got off and circled each other.

"What are you, some kind of blue elf plush toy?" Lee didn't like his insult or his smell for that matter. "My name is Nightcrawler and at least I do not smell like unwashed sweat socks."

Sakon scowled at the comment. "You blue skinned freak." He began to jump on him but Lee teleported away. He was shocked to see him vanish in thin air. He began looking around the room for him until he saw a shadow figure from the floor and looked up to find Lee grabbing on to a chandelier.

"What are you doing up their?" Sakon shouted.

"Staying away from you. Oh and nice outfit. Did you husband make it for you?" Lee smirked until Sakon jumped towards the light, only to have Lee teleport again.

"You are too slow. You would not be able to catch a fly from a wind shield." Lee said as he began leaping away, with Sakon giving chase.

"Come back and fight like a man." He said angrily. Soon Tsunade flew in and heard their fighting from across the hall.

"It seems Magneto has done his work again." She turned around to find Sarutobi watching the whole ruckus. "I've looked into our guest mind. He sent him here."

"Guess Magneto wants Naruto. Where is he?" Tsunade asked.

"He with Sasuke and Sakura just below the room." Sarutobi said.

"What are we going to do?" Tsunade asked.

"Alert the others. Tell them to subdue him so I may erase his memory." He said and Tsunade got on to it.

Lee and Sakon were still chasing each other, but soon Ino came by to see what was going on, only for her to be surprised with the two fighting. Sakon spotted her and for an instant he leaped towards her but Lee teleported in front and kicked him. He crashed into a wall and climbed on the second floor and finally got to him. However the two began to fall on top of Ino but before the two could hit her, Lee teleported them to the room below, much to Sarutobi's shock.

The three fell into what looked like a weapon room. Lee looked to see the lights go on.

"Where are we?" Ino said rubbing her head as she got up.

"How should I know, he brought us here?" Sakon pointed out.

"And now I believe we should leave." Lee said as he saw sirens going off and many security guns pointed at them.

Inside the locker room, Sasuke and Sakura were showing Naruto his uniform as they were getting changed.

"You actually go outside in these things?" Naruto said commenting on his costume.

"Well, what would you prefer yellow spandex?" Sasuke joked.

"Well, be lucky that orange is my favorite color." He said as he put his mask on. (Wolverine's suit from X-Men Evolution)

Then the professor called them telepathically. _"Sasuke, Sakura, and Naruto listen. Rouge, Nightcrawler, and Toad have fallen into the danger room."_

The News shocked the two completely. "That room has an automatic defense system." Sasuke said.

"They'll be blown to bits if we don't get them out of there." Sakura said as the three quickly ran to save them.

The three then began ran away from the armed fire of the blast, while also avoiding the razor-sharp and electric-conducted tentacles. Despite being a mutant, Ino didn't have the flexibility and movement of the two. So avoiding the weapons was extremely hard for her. From behind, an electric-conducted tentacle was about to get her, but a blast beam destroyed it. She turned to see Naruto, Sasuke and Sakura arriving to save them.

"Naruto take care of Ino. We'll try to save the others." Sasuke said as he and Sakura went to rescue Lee and Sakon. With his eyes, Sasuke destroyed two blasters. A few tentacles came for Ino but Naruto sliced them with his claws. "Stay by my side." He said as Ino followed. As for Lee he was avoiding the tentacles. When he jumped to dodge one, he was levitated into the air by Sakura.

From his point of view, she looked beautiful. "Wow, you are beautiful, just like an angel."

Sakura smiled at the comment. "You're so sweet."

As for Sakon a kept leaping away from the weaponry, but in a small room above them, Tsunade and Sarutobi entered and found the computer.

"Voiceprint Hiruzen Sarutobi." He said.

_"Voiceprint confirmed. State your business." _The computer asked.

"Override the security code." He asked.

"Confirmed shutting down weapon systems now." It said as the weapons stopped firing and retreated. Sakon saw noticed this. "So it's a training room."

"X-Men, don't let him leave." Tsunade said over the speaker. Their gazes shifted towards him.

"Forget the mission, I'm outta here." But before he could leave, Naruto stood in his way. "Going somewhere?" he extended his claws. But then Sakon grabbed his head as something was going on in his mind. Naruto looked up to see Sarutobi using his mind powers on him. A few seconds later, Sakon fainted.

"What you'd do to him." He asked.

"I erased his memory so he has no recollection of anyone he's encountered in here." The professor explained. "Although I do not like this, if Orochimaru was able to get a mutant in here then he might be recruiting more." Lee however wasn't happy and Ino noticed it.

"Lee what's wrong?" she asked.

"I messed up. It's my fault we were almost killed and he got away." He then looked up to where Sarutobi was. "Professor, thank you for everything but…I just don't belong here." He said as he teleported.

"Lee, wait." Ino shouted but Sasuke put his hand on her shoulder. "I'll take care of this." He said going to were Lee was.

Next door, Rock Lee teleported but then looked in awe as he saw the black aircraft. Sasuke soon followed.

"Looks like you found the Blackbird. It flies faster than a regular aircraft and with three times the range and fire power." He explained.

"Do you fly this thing?" Lee asked.

"On regular basis, but stick around and I'll show you how to move It." he then offered his hand. "Want to join the X-Men."

Lee looked at him in shock. "You want me to stay, but I almost got everyone killed."

"Yeah, just don't let it happen again. Everyone messes up, even me. But like the professor said we're here to learn to control ourselves. So we won't make mistakes like that again."

"So you don't mind how I look?" Lee said.

"So long as you don't make fun of my shades." Sasuke said and Lee smiled. "It's a deal."

"Then welcome to the X-Men."

_Location: Orochimaru's lab_

By morning, Sakon had returned to the hideout. What Sarutobi did worked, all he could remember was that he was inside and then ran away. This did not make Tayuya happy.

"So let me get this straight, Shit rag. You were inside the mansion and you just ran away." She yelled.

"I freaked out alright." Sakon said.

"AHHH, you're useless." She said and Sakon still did not like her tone.

"And you need an attitude adjustment." Then all the metal in the room began shaking and it was Orochimaru.

"Don't fight among'st yourselves now. Sarutobi knows that my numbers will begin increasing. Our plan has just begun."

_To Be Continued…_

**_A/N: This was the longest chapter I've written. Next time, the arrivals are introduced to a machine for finding mutants and locate two new ones. Meanwhile, Naruto has a re-encounter with Menma. And Orochimaru's Brotherhood is still growing. Please review._**


	7. Shadows and Earthquakes

_**Chapter 5: Shadows and Earthquake**_

_**A/N: Sorry for the long wait, I decided to take some time and enjoy the summer. Now I'm back and here's the new chapter. I don't own X-men or Naruto.**_

_Location: Under the Mansion_

Underneath the mansion, inside a big circular room, Sarutobi was sitting down wearing a helmet hooked to a transmitter. Soon on top the screen showed an image of a girl that looked to be a year older than Ino. She has dark brown hair that is worn into Chinese-style buns on either side of her head and short fringe-bangs falling over her face. He removed his helmet and the door soon opened and Ino and Rock Lee, without the inducer, walked in.

"You wanted to see us professor." Ino said.

"Ah yes, thank you both for stopping by." Sarutobi turned to them.

"What is that thing?" Lee asked.

"This is Cerebro. It's a machine designed to locate people with special manifestations." He explained.

"Is that how you were able to find us?" Ino said and the professor nodded in response.

"And who is she?" Lee said looking at the screen.

"Her name is Tenten. She is a new mutant Cerebro picked up in Hong Kong." Sarutobi explained.

"She is…how Mister Guy would say…youthful." Lee said looking at the picture. Ino turned and giggled a bit, knowing the blue beast had an admiration for the girl.

"So what do you want us to do?" Ino asked.

"Sakura and Tsunade are still searching for Orochimaru's whereabouts. Sasuke has informed me that he will return in an hour. Ino you will go with me to speak with her. Lee you will stay until Sasuke returns to meet with us."

"Why do I have to go?" Ino complained.

"Because, expect for Sakura, Sasuke, and Lee, I feel you are the one who can connect with her." He explained.

"Of course, you are part of the X-Men now. We are X-Men." Lee answered. Ino didn't know what to say. She was still nervous because of her abilities but inside she felt happy to have been a part of something. She smiled and said "Alright I do it."

"Now, follow me and we'll take off on the black bird." He then turned to Lee. "Lee you know what to do."

He nodded. "Yes Professor." He said as he teleported.

_Location: Outside the Mansion_

Naruto was outside; working on the motorcycle Sasuke **"gave" **him. He looked up and saw the blackbird taking off. It had only been three days since he moved in and was already getting bored. Before he could continue working, his nose began tingling. He sniffed the air and caught a scent. His eyes widen as he immediately recognized the smell.

"Sabretooth." He snarled. And he was right not to far away, Menma was riding on a motorcycle searching for Naruto.

Knowing Menma was close by, Naruto got dressed up in his X-men suit and hopped on his motorcycle following the scent. As he drove away from the mansion, he drove past Sasuke who had just returned and Rock Lee meeting up with him.

"What is wrong with Naruto?" Lee said.

"That idiot, he knows he can't leave the mansion. Not while Orochimaru's men are after him." Sasuke said in annoyance.

"What do we do?" Lee asked.

"We have to put the mission on hold and go after Naruto before Magneto does." Sasuke said as the two went to get prepared for their new mission.

_Location: Hong Kong _

In the center of the city, there is the new mutant girl named Tenten and has come out of one of the famous banks in the area. She flinches as she stares at her digital watch.

"2:55, Oh my God, my bus leaves in 5 minutes." So she hurries to the bus stop across the street but as she reaches the other side, two punk guys cut her off.

"Hey gorgeous, what are you doing?" one of the guys said.

"I have to catch the bus." She answers.

The other guy replied. "Forget that and come with us. We'll give you a place to stay."

"Yeah I don't think I'd like your company." Tenten replied frowning.

"Oh come on, I insist." He said grabbing her wrist.

"Let go of me." She said trying to pull her arm out.

"Please we'll show you a great time." However, to his surprise, she escaped his grip and quickly ran inside the station leaving the two men confused. However there was someone watching the whole situation from the shadows.

Thanks to the two thugs, Tenten missed her bus and has to wait for another hour and so she decided to sit around until then. She the turned her head and saw a suspicious man walking into an alley with some kind of spray can.

She followed him and saw that he was spray painting **Senator Yamato's from Hell.** From there, she caught a good glimpse of the man. He is around a year older than her, with dark-skin, black, shaggy hair, and black eyes.**  
**

"Well what do you think." He said causing her to flinch. She decided to ignore him and leave but he ran in front of her.

"Hey don't go, I'm just asking a question." Tenten sighed and decided to answer. "I think you'll get in trouble when someone sees what you did."

"Well someone has to stand up to what that bastard is saying about us."

"What do you mean us?" She said.

"Oh where are my manners. My name's Kidōmaru. And I saw you dealing with those punks down in front." The man named Kidōmaru said.

"And what about it?" She said not knowing what that had to do with her question.

"Come on, I saw what you did. For idiots they would have seen you escaping his grip, but I know that you actually went through his hand. As if you were like a ghost." He said

"You're crazy." Tenten was about to leave in a huff but Kidōmaru stopped her.

"Relax, I understand because like I said we're the same." Tenten raised her eyebrow in question. "Here I'll show you." Kidōmaru extended his arms and let out a huge grunt and before she knew it, the waste baskets and benches around her started to fall over and cars began swerving. It was almost like a mini earthquake. A few seconds later, he ceased what he was doing and panted a bit hard before regaining his cool.

"What do you think now." He said.

"Th-that your...just a freak." She said as she ran away all frightened up.

Kidōmaru watched her run and just smirked. "You can run but I will find you." Soon two people met up with him.

"What do you guys want?" Kidōmaru said turning to them.

"They changed the bank's security codes. It'll take a few days for us to hack it." The first guy said.

"And the vault's door is to solid for us blast through. You have create an earthquake to break the walls down." The other one said.

"Yeah and with though mutant experts, they'll find out who caused it and buy into Yamato's paranoia." Kidōmaru explained.

"That will only effect you freaks." Soon Kidōmaru grabbed his arm and threathen to crush it. "You wanna say that again."

Scared for his brother, he tried to calm him down. "Wait a second, he didn't mean to offend you. We just came to know how you'll be able to pull it off?"

Kidōmaru let him go. "I'll take care of it. You and Meizu just meet me at the bank tonight."

"Alright then, let's go." Meizu said.

"Right Gōzu." Gōzu said as they left.

_Location: Hong Kong New Territories_

After exiting her bus, Tenten begins to return to her neighborhood. On her way she sees a little girl crying. Apparently her doll fell under the mailbox and she can't reach it. Tenten walks over and while the girl wasn't looking, her arm phased through the mailbox and pulled out the doll and gave it to the girl. She stopped crying and with a warm smile, thanked her and left. Before she could leave, someone approached her.

"You're name's Tenten, right?" She turned around and saw that it was Ino. "That was a nice thing you did."

"Did you see what I..." She said all nervously and Ino confirmed it with a head shake.

"But you don't have to be afraid, I understand what you're going through." Ino explained.

"You don't know anything. You don't know what it's like not being normal." She said in frustration.

Ino then took a breather. "Actually I do know what you are going through. Like you, out of nowhere my powers began and whenever people touched me bad things happen." Ino said remembering the first time someone touched her.

"I...I don't believe you." Tenten said nervously.

Ino the got annoyed at her attitude. "You think you're the only going through this. I've met people that have also suffered like us, but then we found this special place where we can finally belong." Ino then calmed down. "Come with me. We can help."

By Tenten's look, she still wasn't convinced. "Look I don't need any help. Just leave me alone." She then ran through a fence so Ino would not follow. Before the blonde could follow, someone grabbed her should.

"Look here blonde, I'm the only friend she'll need." It was Kidōmaru. "I'll be helping her out and you just back off." He then ran off leaving Ino with a worried expression. What can he be up to?

After running a few blocks, Tenten made it home but before she could go in, Kidōmaru called her out. She growled at his appearance, but before she could chase him away, he put his hands up in defense.

"Whoa, whoa, relax I won't give you any trouble. I just wanna talk."

"I have nothing to see to you. Now get out of my house." She said walking away.

"You feel all alone don't you. You just won't it to go away do you." Tenten stopped in her tracks. Kidōmaru continued. "It won't go away and you're afraid of what might happen. And your parents might not understand or are just ashamed."

"What do you know." She said getting frustrated.

"Because I've been there. And I've learned to control it. Meet down at central and I'll prove it." Tenten didn't answer she just ran inside and shut the door. Kidōmaru smirked, knowing that she'll come.

Around the corner, Ino overheard their conversation and immediately called Sarutobi.

"I don't trust this Kidōmaru. If he and Tenten bond, we may not be able to reach her." He said

"I know but the thing is he is reaching her." She explained.

"You have to stay with her Ino. I don't want to lose her. What ever gets in the way, remember they can be overcome." The two then hung up and Sarutobo sighed. "Some obstacles are harder than others."

_Location: Tokyo Square_

It was almost dusk and Sasuke and Lee were still tracking Naruto, fearing he may run into Orochimaru or his men. As they pulled over, they lost him in a crowd of people.

"I lost him." Lee said.

Sasuke looked around and his eyes widened underneath his glasses. "I found him. He's up there." Sasuke said as he pointed to a building with Naruto, in uniform, standing alone. Naruto looked around until a man jumped down behind him.

"Here for unfinished business Fishcake? Or should I call Wolverine." It was Menma.

"I want answers. Who are you and how do you know me?" Naruto asked.

Menma chuckled. "I'm guessing the blonde bitch didn't give you my message. Does Menma mean anything."

Naruto was in deep thought but then responed. "No."

Menma then frowned. "You really have no clue."

"Naruto was then aggravated. "That's why I'm asking you."

"Like i said when we met." His finger then grew sharper. "You'll have to beat it out of me first."

"Planning on it." He snarled, taking out his metallic claws.

Menma charged at him on all fours but Naruto grabbed his torso and threw him over the ledge. However, Menma grabbed on to the wall with his claws and went inside the building. The building was a resturant and when he got up people became frightened.

"It's a mutant."

"Someone get it out of here."

"You freaks get out of our town." Menma shot a death glare and threw a table that nearly connected with him. Scared, all the people ran away and then he started throwing stuff above the roof. Naruto sensed the items and immediately dodged them. But then the place where he was standing collapsed and fell inside. Once there, Menma tackled him into the kitchen and when he ran on him again, Naruto saw an opening and used his claws to impale him. When this happened, he just laughed, much to Naruto's surprise.

"Did you think you were the only one with those powers." Sabretooth then kicked him away and the wounds started healing. Naruto was backed to a wall and Sabretooth moved a refrigerator to keep him in place. Wolverine struggled to remove the fridge.

"Looks like I win. I wonder if you'll live if I cut your head off." But before Menma could do so, a red beam was blasted at him and he crashed into a oven. Naruto looked to see Sasuke and Lee, in uniform, in front of him. Naruto quickly used his claws to destroy the fridge and the Lee teleported to tackle Menma but he just stood firm and bounced Lee back.

"Should have seen that coming." Before Sabretooth could rip him apart, Naruto pinned him to the ground but he just kicked off. Sabretooth broke a window and turned to the froup with a smirk.

"As much as I would like to pick off every single one of you X flies, I have better things to. Until we meet again Wolverine." He then jumped down. Naruto looks down and soon the others join him.

"That was the greatest display of youth we've done. He'll think twice before messing with the X-Men." Lee said raising his fist in the air. Naruto turned and glared at the two.

"Look, I didn't ask for your help. You fight your own battles and let me fight mines." He then walked away.

"He loves us." Lee said.

"Yeah." Sasuke said sarcastically.

_Location: Hong Kong Central_

Behindone of the well known banks in the area, Kidōmaru was waiting for Tenten and his patients soon payed off.

"How do you control it?" She asked.

"First we accept what people are saying about us. That we are different, outsiders." Tenten let out a few tears.

"Don't be ashamed, embrace it. We were made winning cards by fate, if we play our cards right."

"Nothing's making sense." She said a bit depressed.

"That's why I'm here, to show you the right path. And our first step is behind this wall." He said gesturing to the wall behind him.

Tenten looked at the brick wall and took a deep breath. Before she knew it, Tenten was inside the building. She looked around and jumped with joy as she ran towards the door and let Kidōmaru in.

"Did you see what I did."

"See I told you can do it. So how did it feel?"

"It felt incredible."

"Good so let's try it again at oh say...this big fancy safe behind us." Kidōmaru said pointing to the safe door.

Tenten's eyes widen as she realizes that she's at a bank. "That's what this is about. Stealing?"

Kidōmaru chuckled and looked at her with a dark expression. "You been through what I've had. People like Yamato are denying what we need. I'm just looking out for our kind."

Tenten became frightened by his expression. "I don't this anymore. I change my mind." She was about to leave but Kidōmaru grabbed her.

"Hey you're not going anywhere." Then someone barged into the room. They turned and it was Ino in her X-Men uniform. (Rogue's suit from X-Men Evolution. With the brown jacket she wore in Wolverine and the X-Men.)

"Let her go." She shouted.

"You should have stayed out of this blonde." He stretched out his arms and caused an earthquake that nearly crushed her. Kidōmaru then pulled Tenten away from her.

"C'mon let's go."

"Don't go with him." Ino shouted.

"She's just trying to confuse you." He reassured.

"I know you see it as a curse but if you with him now it will be." Ino said trying to talk her out of it.

"You're to late she's with me." That was when Tenten made her choice.

" No I'm not." She then phased her arm through his hand and ran towards Ino. Enraged, Kidōmaru was about to jump her but Ino pulled out her glove and touched his face. On contact, he fell unconscious, much to Tenten's surprise.

"Do you believe me now?" Before a response could be made, the building was about to come down on them. Before the ceiling could crush them. Ino pulled out her arms and surprisingly, she was able to control the earthquake.

_"Use your powers."_ Ino heard a voice in her head._"Use your powers Ino."_ It was Sarutobi's voice in Ino's head. "Professor is that you?" She said looking around.

_"Yes it's me. Ino, your ability allows you to copy other mutants powers for awhile. Use Kidōmaru's powers to stop the earthquake."_

"I don't think I can." She said nervously.

"_Yes you can. Empty your mind." _Ino took a deep breath and soon the earthquake receded. However that didn't stop the building from coming down on them.

"Grab on to me. I'll get us out of here." It soon came down and Sarutobi lost the signal. He was about to fear the worst but then Tenten phased through the wall with Ino grabbing on.

"See Tenten you do have a wonderful gift." Sarutobi commented.

"I know and I was told you can help. So if it's alright, will you let me go with you." Tenten said and the two looked back at each other when the professor offered his hand as a sign of acceptance.

Later the police had arrived to investigate the robbery. As they got through the rubble, they that no one was there. Kidōmaru was able to make it out before the collapses. As he walked down the street, a shadowed figure stood in front of him.

"Looks like your days here are numbered." The figure said.

"And who are you suppose to be." Kidōmaru asked.

"Just someone who can help. I heard enough that all you want is to stand up for you own kind against a man like Yamato. And what if I was to tell I represent a man who share your ideals of a better world for mutants." The figure stepped out and it was Guren, or better yet, Mystique.

_To Be Continued..._

___**A/N: Will there you have and also I have something to say. Starting tomorrow, I'm officially a college student. Meaning now all my updates will be a bit slow. When I'm breaks for winter, updates should return regularly. Either way I'll see you guys in the next chapter.**_


	8. Not an Update

**Hi everyone, this isn't an update. My last two test came back with C's and I gotta get back up. So until Thanksgiving Break, All my stories go on Hiatus. Sorry for the inconvenience and hope you understand.**


	9. Author's note

**Hi everyone, I was looking over the story and I decide what I have time for is a rewrite. Not much will be changed, just a few sentences and a couple of characters, and I'm also taking down the cast list. I will then start writing another chapter before Thanksgiving Break. I will begin the rewrite tonight so until then read, review, favorite, and follow before my changes.**


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